We studied the mechanisms for the altered fatty acid composition in erythrocytes (RBCs) derived from streptozocin-induced diabetic (STZ-D) rats. After 3-wk duration of diabetes, blood glucose, plasma triglyceride, and plasma free–fatty acid levels were all significantly increased. In the diabetic platelet-poor plasma (PPP), the most significant increases in free fatty acids were stearate, linoleate, eicosatrienoate (n-6), and docosahexaenoate (n-3). Fatty acid composition of RBC phospholipids was also altered, with significant decreases in arachidonate, docosatetraenoate (n-6), and docosapentaenoate (n-6) and increases in linoleate and docosahexaenoate. Insulin treatment of the diabetic rats resulted in normalization of docosapentaenoate, arachidonate, and linoleate levels in RBC phospholipids but not of docosahexaenoate or docosatetraenoate levels. The incorporation of [5,6,8,9,11,12,14,15-3H]arachidonate into diabetic RBC phospholipids was significantly decreased compared with the corresponding control RBC, regardless of the incubation medium used, which was the PPP derived either from the control or diabetic rats. Therefore, the decreased incorporation of [5,6,8,9,11,12,14,15-3H]arachidonate into diabetic RBC phospholipids was independent of the altered lipid composition of the PPP incubation media. Furthermore, the decreased incorporation was not specific for arachidonate, because the incorporation of other long-chain fatty acids such as [9,10-3H]oleate, [1-14C]palmitate, [2-14C]eicosatrienoate (n-6), and [1-14C]linoleate into RBC phospholipids was also comparably decreased. More important, the decreased fatty acid incorporations were reversed by insulin treatment of the diabetic rat. Our results indicate that the altered free–fatty acid composition in the diabetic plasma might not entirely account for the altered fatty acid composition of diabetic RBC phospholipids, and that the decreased incorporation or uptake of these fatty acids into the diabetic RBCs may contribute to some of these changes.